Sec Form 13G Filing - Bicket John filing for Samsara Inc. (IOT) - 2024-02-13

The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 Names of reporting persons

 John Bicket

 Check the appropriate box if a member of a group (see instructions)

 (a) ☐  (b) ☐

 SEC use only

 Citizenship or place of organization

 United States of America

Number of 

shares

beneficially 

owned by

each

reporting

person

with:

 Sole voting power

 83,622,940 (1)(4)

 Shared voting power

 25,793,839 (2)(4)

 Sole dispositive power

 83,622,940 (1)(4)

 Shared dispositive power

 25,793,839 (2)(4)

 Aggregate amount beneficially owned by each reporting person

 109,416,779 (1)(2)

 Check if the aggregate amount in Row (9) excludes certain shares (see instructions)

 ☐

 Percent of class represented by amount in Row (9)

 35.4% (3)

 Type of reporting person (see instructions)

 IN

Includes: (a) 652,172 shares of Class A Common Stock and 81,435,199 shares of Class B Common Stock held of record by John C. Bicket, Trustee of the John C. Bicket Revocable Trust u/a/d 2/15/2013, of which the Reporting Person may be deemed to have voting or dispositive power; (b) 790,328 shares of Class B Common Stock held of record by John C. Bicket, Trustee of The John C. Bicket 2023 Annuity Trust u/a/d 1/22/2023, of which the Reporting Person may be deemed to have voting or dispositive power; (c) 22,646 shares of Class A Common Stock and 152,564 shares of Class B Common Stock issuable to Mr. Bicket upon vesting of restricted stock units within 60 days of February 3, 2024; and (d) options to purchase 570,031 shares of Class B Common Stock, all of which are exercisable by Mr. Bicket within 60 days of February 3, 2024.

Consists of: (a) 1,283,986 shares of Class B Common Stock shares held of record by John C. Bicket and CBD, Co-Trustees of The Bicket-Dobson Revocable Trust u/a/d 12/23/2020, of which the Reporting Person may be deemed to have voting or dispositive power; (b) 230,400 shares of Class A Common Stock and 17,004,964 shares of Class B Common Stock held of record by Jordan Park Trust Company, LLC, Trustee of The Bicket-Dobson Trust II u/a/d 10/8/2021, of which the Reporting Person may be deemed to have voting or dispositive power; (c) 57,600 shares of Class A Common Stock and 4,389,964 shares of Class B Common Stock held of record by Jordan Park Trust Company, LLC, Trustee of The Bicket-Dobson Trust I u/a/d 11/10/2021, of which the Reporting Person may be deemed to have voting or dispositive power; (d) 790,328 shares of Class B Common Stock held by CBD, Trustee of The CBD 2023 Annuity Trust u/a/d 1/22/2023, of which the Reporting Person may be deemed to have voting or dispositive power; (e) 250,000 shares of Class B Common Stock held of record by Jordan Park Trust Company, LLC, Trustee of The Bicket-Dobson Trust I-A fbo ACDB u/a/d 11/10/2021, of which the Reporting Person may be deemed to have voting or dispositive power; (f) 250,000 shares of Class B Common Stock held of record by Jordan Park Trust Company, LLC, Trustee of The Bicket-Dobson Trust I-A fbo JCDB u/a/d 11/10/2021, of which the Reporting Person may be deemed to have voting or dispositive power; (g) 250,000 shares of Class B Common Stock held of record by Jordan Park Trust Company, LLC, Trustee of The Bicket-Dobson Trust I-A u/a/d 11/10/2021, of which the Reporting Person may be deemed to have voting or dispositive power; and (h) 1,286,597 shares of Class B Common Stock held of record by Mr. Bicket’s spouse.

Pursuant to Rule 13d-3(d)(1)(i), the percentage in Row 11 is calculated using the outstanding shares of Class A Common Stock only (assuming full conversion of the shares of Class B Common Stock held of record by Mr. Bicket and related stockholders listed in footnotes (1) and (2) above, but not any of the shares of Class B Common Stock held by any other person). Percentage ownership is calculated based on 200,989,931 shares of Class A Common Stock of the Issuer outstanding as of February 3, 2024.

Each share of Class B Common Stock is convertible into one share of the Issuer’s Class A Common Stock at the option of the holder and has no expiration date. Each share of Class A Common Stock has one vote per share and each share of Class B Common Stock has ten votes per share. The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to the aforementioned conversion rights and voting rights.

Name of Issuer:

Address of Issuer’s Principal Executive Offices:

Name of Person Filing:

Address of Principal Business Office or, if none, Residence:

Citizenship:

Title of Class of Securities:

CUSIP Number:

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or 240.13d-2(c), check whether the person filing is a:

Ownership.

Amount beneficially owned:

Percent of class:

Number of shares as to which the person has:

Sole power to vote or to direct the vote:

Shared power to vote or to direct the vote:

Sole power to dispose or to direct the disposition of:

Shared power to dispose or to direct the disposition of:

Ownership of 5 Percent or Less of a Class.

Ownership of More than 5 Percent on Behalf of Another Person.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.

Identification and Classification of Members of the Group.

Notice of Dissolution of Group.

Certifications.